PGHH_AR_2020

Annual Report 2019-20 41 Company Overview Board's Report MD&A Corporate Governance Financial Statements Procter & Gamble Hygiene and Health Care Limited i. Ratio of remuneration of each Director to the median remuneration of the employees of the Company for the Financial Year Name of Director Designation Remuneration ( ` in lakhs) Commission ( ` in lakhs) Sitting Fees ( ` in lakhs) Total ( ` in lakhs) Ratio Mr. Madhusudan Gopalan Managing Director 612.27 $ — — 612.27 91.38 Mr. R. A. Shah Independent Director — 14.00 3.50 17.50 2.61 Mr. B. S. Mehta Independent Director — 14.00 3.20 17.20 2.57 Mr. A. K. Gupta Independent Director — 14.00 4.70 18.70 2.79 Ms. Meena Ganesh Independent Director — 14.00 2.60 16.60 2.48 Mr. Pramod Agarwal Non-Executive Director — 14.00 2.45 16.45 2.46 Ms. Sonali Dhawan Non-Executive Director — # — — — — Mr. Karthik Natarajan Non-Executive Director — @ — — — — Mr. Gagan Sawhney Non-Executive Director — ! — — — — Mr. Ghanashyam Hegde Non-Executive Director — ^ — — — — $ Mr. Madhusudan Gopalan is paid by the Company and portion of the remuneration is cross charged to Gillette India Limited and Procter & Gamble Home Products Private Limited in proportion to their respective Net Outside Sales. Mr. Madhusudan Gopalan has exercised Stock Options of the ultimate Holding Company amounting to ` 58,14,467 under its Employee Stock Option Plan, which is included in the above mentioned remuneration. # ` 10.62 Lakhs being Company’s contribution to remuneration of Ms. Dhawan has been cross charged from Procter & Gamble Home Products Private Limited in terms of the common service agreement. @ ` 5.95 Lakhs being Company’s contribution to remuneration of Mr. Natarajan has been cross charged from Gillette India Limited in terms of the common service agreement. ! ` 88.04 Lakhs being Company’s contribution to remuneration of Mr. Sawhney has been cross charged from Procter & Gamble Home Products Private Limited in terms of the common service agreement. ^ ` 66.24 Lakhs being Company’s contribution to remuneration of Mr. Hegde has been cross charged from Gillette India Limited in terms of the common service agreement. ii. % increase in remuneration of Managing Director, Chief Financial Officer and Company Secretary in the Financial Year Designation Name of Key Managerial Personnel % increase in remuneration Managing Director Mr. Madhusudan Gopalan 26% Company Secretary Ms. Flavia Machado 47% Chief Financial Officer Mr. Prashant Bhatnagar 12% iii. The % increase in the median remuneration of employees in the Financial Year is 5.50%. iv. The number of permanent employees on the rolls of Company is 424. v. Average percentile increase alreadymade in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration: The average percentage increase made in the salaries of employees other than the managerial personnel in the financial year was 5.6% whereas the increase in managerial remuneration was 13.1%. The average increase every year is an outcome of company’s market competitiveness as against peer group companies. It is hereby affirmed that the remuneration is as per the remuneration policy of the Company. Annexure IV Statement of Disclosure of Remuneration under Section 197 of Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014